Pottery Barn 2012 Annual Report Download - page 135

(7) Represents restricted stock units granted on March 25, 2010. The restricted stock units vest in full four years
following the date of grant on March 25, 2014 subject to continued service. In addition, upon vesting, the
executive receives a cash payment equal to dividends declared between the grant date and the vesting date.
Option Exercises and Stock Vested
The following table sets forth information regarding exercises and vesting of equity awards held by our named
executive officers during fiscal 2012.
Option Awards Stock Awards
Number of Shares
Acquired on Exercise (#)
Value Realized on
Exercise ($)(1)
Number of Shares
Acquired on Vesting (#)
Value Realized on
Vesting ($)(2)
Laura J. Alber ............ 102,500 $ 2,819,775 17,579 $682,944
Julie P. Whalen ........... — — 6,081 $233,385
Patrick J. Connolly ......... 20,000 $ 468,400 14,078 $546,930
Richard Harvey ........... 25,000 $ 937,250 13,246 $509,500
Sandra N. Stangl .......... 44,700 $ 1,450,684 15,472 $591,751
Sharon L. McCollam ....... 625,000 $10,115,055 17,579 $658,861
(1) The value realized upon exercise is calculated as the difference between the closing price of our stock on the
day prior to the exercise date multiplied by the number of shares exercised and the applicable exercise price
of the options.
(2) The value realized upon vesting is calculated as the closing price of our stock on the day prior to the vesting
date multiplied by the number of units vested.
Pension Benefits
None of our named executive officers received any pension benefits during fiscal 2012.
Nonqualified Deferred Compensation
None of our named executive officers contributed to or received earnings from a company nonqualified deferred
compensation plan during fiscal 2012.
Employment Contracts and Termination of Employment and Change-of-Control Arrangements
We have entered into a management retention agreement with each of our named executive officers. As noted
above, however, Ms. McCollam retired effective March 6, 2012 and is no longer covered by a management
retention agreement. Mr. Harvey will also no longer be covered by a management retention agreement due to his
departure from the company.
The retention agreement with each of Ms. Whalen, Mr. Connolly and Ms. Stangl has an initial two-year term and
will be automatically extended for one year following the initial term unless either party provides notice of non-
extension. If we enter into a definitive agreement with a third party providing for a “change of control,” each
retention agreement will be automatically extended for 18 months following the change of control. In addition,
effective November 1, 2012, we adopted the 2012 EVP Level Management Retention Plan, or the EVP Retention
Plan. The EVP Retention Plan will replace the individual management retention agreements that we previously
entered into with each named executive officer, other than the agreement entered into with Ms. Alber, which
remains in effect. The EVP Retention Plan provides that the executives will automatically become participants in
the plan upon the later of (i) the effective date of the EVP Retention Plan or (ii) the lapse of the term of such
executive’s management retention agreement with the Company in existence on the effective date of the EVP
Retention Plan. The EVP Retention Plan will remain in effect through November 15, 2015, unless earlier
terminated by the company in accordance with the plan. The EVP Retention Plan provides for substantially the
same severance benefits as the individual agreements.
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